Form 8-K

 

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, DC 20549

 

 

FORM 8-K

 

 

CURRENT REPORT PURSUANT

TO SECTION 13 OR 15(d) OF THE

SECURITIES EXCHANGE ACT OF 1934

Date of report (Date of earliest event reported) January 8, 2009

 

 

Matrix Service Company

(Exact Name of Registrant as Specified in Its Charter)

 

 

 

DELAWARE   001-15461   73-1352174

(State or Other Jurisdiction

of Incorporation)

  (Commission File Number)  

(IRS Employer

Identification No.)

 

5100 E Skelly Dr., Suite 700, TULSA, OK   74135
(Address of Principal Executive Offices)   (Zip Code)

918-838-8822

(Registrant’s Telephone Number, Including Area Code)

NOT APPLICABLE

(Former Name or Former Address, if Changed Since Last Report)

 

 

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

 

¨ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

 

¨ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

 

¨ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

 

¨ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 

 

 


Item 2.02 Results of Operations and Financial Condition.

On January 8, 2009, Matrix Service Company (the “Company”) issued a press release announcing its financial results for the second quarter and first six months the fiscal year ending May 31, 2009. The full text of the press release is attached as Exhibit 99 to this Current Report on Form 8-K.

The information in this Item 2.02 and Exhibit 99.1 attached hereto is being furnished pursuant to Item 2.02 and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such a filing.

 

Item 8.01 Other Events.

On January 8, 2009, Matrix Service Company announced that its wholly owned subsidiary, Matrix Service Industrial Contractors, Inc. (MSICI), has been awarded a $38 million construction contract from PSEG Fossil LLC for the construction of a Selective Catalytic Reactor project at its Hudson Generating Station in Jersey City, New Jersey. PSEG Fossil LLC is an indirect subsidiary of Public Service Enterprise Group (NYSE: PEG).

 

Item 9.01 Financial Statements and Exhibits.

The following exhibits are filed or furnished herewith:

 

Exhibit No.

 

Description

99.1   Press Release dated January 8, 2009, announcing financial results for the second quarter and the first six months of the fiscal year ending May 31, 2009.
99.2   Press Release dated January 8, 2009 announcing a $38 million contract for the construction of a Selective Catalytic Reactor project in Jersey City, New Jersey.


SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

 

    Matrix Service Company
Dated: January 8, 2009     By:  

/s/    Kevin S. Cavanah

      Kevin S. Cavanah
      Vice President – Accounting & Financial Reporting and Principal Accounting Officer


EXHIBIT INDEX

 

Exhibit No.

  

Description

99.1    Press Release dated January 8, 2009, announcing financial results for the second quarter and the first six months of the fiscal year ending May 31, 2009.
99.2    Press Release dated January 8, 2009 announcing a $38 million contract for the construction of a Selective Catalytic Reactor project in Jersey City, New Jersey.
Press Release

Exhibit 99.1

LOGO

 

 

FOR IMMEDIATE RELEASE

MATRIX SERVICE REPORTS RECORD NET INCOME AND FULLY DILUTED EARNINGS

PER SHARE IN THE SECOND QUARTER ENDED NOVEMBER 30, 2008

Company Provides Update of Fiscal 2009 Earnings Guidance

Second Quarter Fiscal 2009 Highlights:

 

   

Gross margins were 14.9%;

 

   

Operating income was $14.6 million;

 

   

Net income was a record $10.1 million;

 

   

Fully diluted EPS was a record $0.38 per share; and

 

   

Backlog at November 30, 2008 was $454.0 million.

Six Month Fiscal 2009 Highlights:

 

   

Revenues were $363.6 million;

 

   

Gross margins improved to 14.6%; and

 

   

Fully diluted EPS was $0.74 per share.

TULSA, OK – January 8, 2009 – Matrix Service Co. (Nasdaq: MTRX), a leading industrial services company, today reported its financial results for the second quarter ended November 30, 2008.

Second Quarter of Fiscal 2009 Results

Total revenues for the second quarter were $176.9 million compared to the $194.7 million recorded in the second quarter of fiscal 2008. Net income for the second quarter of fiscal 2009 was $10.1 million, or $0.38 per fully diluted share, a $9.9 million increase over prior year second quarter net income of $0.2 million, or $0.01 per fully diluted share. The prior year second quarter results included a pre-tax charge of $16.0 million for cost overruns on a liquefied natural gas (LNG) construction project in the Gulf Coast Region.

Michael J. Bradley, chief executive officer stated, “I am pleased to report that Matrix Service continued its solid operating performance in the second quarter of fiscal 2009. This performance on a sequential basis demonstrates the successful execution of our project backlog and our long-term business strategy. In connection with our long-term business strategy, we recently completed the acquisition of engineering and construction assets and technology from CB&I. We welcome the new employees from this acquisition to Matrix Service and expect this transaction to strengthen our service offerings in key markets.”

Construction Services revenues were $100.1 million, down 13.9% from $116.2 million in the same period a year earlier. The $16.1 million decrease was a result of lower Aboveground Storage Tank (AST) revenues, which decreased 22.8% to $45.0 million in fiscal 2009 from $58.3 million a year earlier and lower Specialty revenues, which decreased $8.9 million to $4.3 million in fiscal 2009 from $13.2 million a year earlier, partially offset by higher revenues in Downstream Petroleum, which increased 6.6% to $42.1 million in fiscal 2009 from $39.5 million a year earlier and higher Electrical and Instrumentation (E&I) revenues, which improved $3.5 million. Construction Services’ gross margins improved to 12.7% from (1.6)% due primarily to the $16.0 million charge taken on the LNG project in the second quarter of fiscal 2008.

Revenues for the Repair and Maintenance Services segment were $76.8 million compared to $78.5 million a year earlier. The change was due to lower Downstream Petroleum revenues, which decreased $8.6 million to $21.2 million in fiscal 2009 from $29.8 million a year earlier. Largely offsetting this decline was higher AST revenues, which increased 15.3% to $51.3 million in fiscal 2009 from $44.5 million in the prior fiscal year. Gross margins in the second quarter of fiscal 2009 for this segment were 17.7% as compared to 16.7% earned in the second quarter of fiscal 2008.


Consolidated SG&A expenses were $11.8 million in both the second quarter of fiscal 2009 and the second quarter of fiscal 2008. SG&A expense as a percentage of revenue increased to 6.7% in the second quarter of fiscal 2009 compared to 6.1% in the second quarter of fiscal 2008 due to the 9.1% decline in revenues.

EBITDA(1) increased to $17.2 million, from $1.5 million in the same period last year. Gross margins on a consolidated basis for the current quarter increased to 14.9% from 5.8% in the same quarter a year ago as gross margins in both segments improved.

Consolidated backlog at November 30, 2008 was $454.0 million as compared to $458.8 million at the end of the first fiscal quarter. The November 30, 2008 backlog does not include the $38 million contract award that was announced separately today as the award occurred in the third quarter.

Six Month Fiscal 2009 Results

Net income for the six month period was $19.6 million, or $0.74 per fully diluted share, compared to $6.5 million, or $0.24 per fully diluted share, in the comparable period last year. The prior year results for the six month period ended November 30, 2007 included pre-tax charges of $17.5 million for cost overruns on an LNG construction project in the Gulf Coast Region.

For the six months ended November 30, 2008, consolidated revenues increased 2.1% to $363.6 million from $356.1 million in the year-earlier period.

Construction Services revenues were $214.9 million for the six month period ended November 30, 2008 compared with $215.1 million in the year earlier period. Included in the $0.2 million decline were lower Specialty revenues, which decreased $23.7 million as the construction of the tanks on a Gulf Coast LNG project was completed in the fourth quarter of fiscal 2008. Largely offsetting this decline were higher revenues in Downstream Petroleum, which increased $13.5 million to $86.5 million in fiscal 2009 from $73.0 million a year earlier, higher E&I revenues, which improved $6.9 million to $14.3 million in fiscal 2009 from $7.4 million a year earlier, and higher AST revenues, which increased $3.1 million to $100.9 million in fiscal 2009 from $97.8 million a year earlier. Construction Services’ gross margins improved to 12.9% from 3.2% due primarily to $17.5 million in pre-tax charges on the LNG project in the six month period ended November 30, 2007.

Revenues for the Repair and Maintenance Services segment increased $7.7 million, or 5.5%, to $148.7 million, for the six month period ended November 30, 2008 from $141.0 million for the same period of fiscal 2008. The improvement was due to higher AST revenues, which increased 15.3% to $99.2 million in fiscal 2009 from $86.0 million in the prior fiscal year. This increase was partially offset by lower Downstream Petroleum revenues, which decreased 10.4% to $42.4 million in fiscal 2009 from $47.3 million a year earlier and lower E&I revenues, which decreased $0.6 million to $7.0 million in fiscal 2009 from $7.6 million a year earlier. Gross margins in fiscal 2009 for the segment were 17.0% as compared to 16.5% earned in the year earlier period.

Consolidated SG&A expenses increased $3.9 million in fiscal 2009 to $23.8 million from $19.9 million for fiscal 2008. The increase was primarily due to costs relating to our expansion into Western Canada and the Gulf Coast Region and higher employee related and facility costs incurred to build the infrastructure and sales force necessary to support our long-term growth plan. SG&A expense as a percentage of revenue increased to 6.6% in fiscal 2009 compared to 5.6% in fiscal 2008.

EBITDA(1) increased to $35.0 million, from $14.1 million in the same period last year. Gross margins on a consolidated basis increased to 14.6% from 8.5% reported a year earlier ago as gross margins in both segments improved.

 

(1) The Company believes that EBITDA (earnings before net interest, income taxes, depreciation and amortization) is used by the financial community as a method of measuring the Company’s performance and of evaluating the market value of companies considered to be in similar businesses. EBITDA should not be considered as an alternative to net income or cash provided by operating activities, as defined by accounting principles generally accepted in the United States (“GAAP”). A reconciliation of EBITDA to net income is included at the end of this release.


Mr. Bradley added, “In these challenging economic times, we are focused now, more than ever, on continuing with our long-term strategies to grow and diversify our business while producing quality earnings. We have invested in our infrastructure to ensure we are positioned to execute on this strategy and develop additional business opportunities. As a result, we have been able to maintain backlog and continue to see opportunity for long-term future growth. Our bid flow remains very strong and we are currently tracking more than $2 billion of projects.”

Mr. Bradley continued, “As evident in the economy, we experienced a slow down toward the end of the year with anticipated capital awards and maintenance pushed into calendar 2009. Furthermore, there has been a lack of guidance from some of our customers on their capital and maintenance plans as they assess the impact of the economic turmoil on their businesses. Despite these issues and the limited visibility, we expect to achieve earnings around the lower end of our previously stated EPS guidance. Given the expected slowdown in capital spending and lower material costs, we are forecasting fiscal 2009 revenues 10% to 15% below our previous guidance. Our SG&A costs incurred during the first six months of fiscal 2009 included some costs which will not recur. While we remain committed to growing and diversifying our business, we have taken steps to reduce other costs and expect SG&A in the range of 6.0% to 6.5% of revenues. While we are also decreasing our expected capital spending for fiscal 2009 from $25 million to $13 million, the reduction will not impact our business strategy going forward. We are actively managing our liquidity to maintain our strong financial position and to be opportunistic in this economic environment.”

Conference Call Details

In conjunction with the press release, Matrix Service will host a conference call with Michael J. Bradley, president and CEO, and Thomas E. Long, vice president and CFO. The call will take place at 11:00 a.m. (Eastern) / 10:00 a.m. (Central) today and will be simultaneously broadcast live over the Internet at www.matrixservice.com or www.vcall.com. Please allow extra time prior to the call to visit the site and download the streaming media software required to listen to the Internet broadcast. The online archive of the broadcast will be available within one hour of completion of the live call.

About Matrix Service Company

Matrix Service Company provides general industrial construction and repair and maintenance services principally to the petroleum, petrochemical, power, bulk storage terminal, pipeline and industrial gas industries.

The Company is headquartered in Tulsa, Oklahoma, with regional operating facilities located in Oklahoma, Texas, California, Michigan, Pennsylvania, Illinois, Washington, and Delaware in the U.S. and in Canada.

This release contains forward-looking statements that are made in reliance upon the safe harbor provisions of the Private Securities Litigation Reform Act of 1995. These statements are generally accompanied by words such as “anticipate,” “continues,” “expect,” “forecast,” “outlook,” “believe,” “estimate,” “should” and “will” and words of similar effect that convey future meaning, concerning the Company’s operations, economic performance and management’s best judgment as to what may occur in the future. Future events involve risks and uncertainties that may cause actual results to differ materially from those we currently anticipate. The actual results for the current and future periods and other corporate developments will depend upon a number of economic, competitive and other influences, including those factors discussed in the “Risk Factors” and “Forward Looking Statements” sections and elsewhere in the Company’s reports and filings made from time to time with the Securities and Exchange Commission. Many of these risks and uncertainties are beyond the control of the Company, and any one of which, or a combination of which, could materially and adversely affect the results of the Company’s operations and its

For more information, please contact:

Matrix Service Company

Tom Long, Vice President Finance and CFO

T: +1-918-838-8822

E: telong@matrixservice.com

Investors and Financial Media:

Trúc Nguyen, Managing Director

Grayling Global

T: +1-646-284-9418

E: tnguyen@hfgcg.com


Matrix Service Company

Consolidated Statements of Income

(In thousands, except per share data)

 

     Three Months Ended     Six Months Ended  
     November 30,
2008
    November 30,
2007
    November 30,
2008
    November 30,
2007
 
     (unaudited)     (unaudited)  

Revenues

   $ 176,937     $ 194,734     $ 363,587     $ 356,061  

Cost of revenues

     150,568       183,488       310,547       325,911  
                                

Gross profit

     26,369       11,246       53,040       30,150  

Selling, general and administrative expenses

     11,776       11,841       23,838       19,887  
                                

Operating income (loss)

     14,593       (595 )     29,202       10,263  

Other income (expense):

        

Interest expense

     (123 )     (273 )     (237 )     (577 )

Interest income

     104       15       213       31  

Other

     175       47       911       37  
                                

Income (loss) before income taxes

     14,749       (806 )     30,089       9,754  

Provision (benefit) for federal, state and foreign income taxes

     4,621       (1,016 )     10,457       3,208  
                                

Net income

   $ 10,128     $ 210     $ 19,632     $ 6,546  
                                

Basic earnings per common share

   $ 0.39     $ 0.01     $ 0.75     $ 0.25  

Diluted earnings per common share

   $ 0.38     $ 0.01     $ 0.74     $ 0.24  

Weighted average common shares outstanding:

        

Basic

     26,102       26,625       26,087       26,609  

Diluted

     26,400       27,131       26,456       27,109  


Matrix Service Company

Consolidated Balance Sheets

(In thousands)

 

     November 30,
2008
    May 31,
2008
 
     (unaudited)  

Assets

    

Current assets:

    

Cash and cash equivalents

   $ 13,538     $ 21,989  

Accounts receivable, less allowances (November 30, 2008 - $300 and May 31, 2008 - $269)

     98,809       105,858  

Income tax receivable

     1,343       —    

Costs and estimated earnings in excess of billings on uncompleted contracts

     52,356       49,940  

Inventories

     5,893       4,255  

Deferred income taxes

     4,954       4,399  

Prepaid expenses

     4,717       3,357  

Other current assets

     —         809  
                

Total current assets

     181,610       190,607  

Property, plant and equipment at cost:

    

Land and buildings

     26,683       24,268  

Construction equipment

     50,866       47,370  

Transportation equipment

     17,491       16,927  

Furniture and fixtures

     13,675       11,781  

Construction in progress

     2,975       6,712  
                
     111,690       107,058  

Accumulated depreciation

     (52,498 )     (49,811 )
                

Property, plant and equipment, net

     59,192       57,247  

Goodwill

     22,166       23,329  

Other assets

     1,555       3,410  
                

Total assets

   $ 264,523     $ 274,593  
                


Matrix Service Company

Consolidated Balance Sheets

(In thousands, except share data)

 

     November 30,
2008
    May 31,
2008
 
     (unaudited)  

Liabilities and stockholders’ equity

    

Current liabilities:

    

Accounts payable

   $ 45,496     $ 53,560  

Billings on uncompleted contracts in excess of costs and estimated earnings

     35,140       48,709  

Accrued insurance

     7,866       8,451  

Accrued wages and benefits

     10,477       14,976  

Income tax payable

     —         2,028  

Current capital lease obligation

     1,195       1,042  

Other accrued expenses

     1,297       1,015  
                

Total current liabilities

     101,471       129,781  

Long-term capital lease obligation

     777       1,000  

Deferred income taxes

     4,150       5,112  

Stockholders’ equity:

    

Common stock - $.01 par value; 60,000,000 shares authorized 27,888,217 shares issued as of November 30, 2008 and May 31, 2008

     279       279  

Additional paid-in capital

     110,465       108,402  

Retained earnings

     64,436       44,809  

Accumulated other comprehensive income (loss)

     (845 )     1,584  
                
     174,335       155,074  

Less: Treasury stock, at cost – 1,756,235 and 1,825,600 shares as of November 30, 2008 and May 31, 2008

     (16,210 )     (16,374 )
                

Total stockholders’ equity

     158,125       138,700  
                

Total liabilities and stockholders’ equity

   $ 264,523     $ 274,593  
                


Results of Operations

(In thousands)

 

     Construction
Services
    Repair &
Maintenance
Services
   Other    Total  

Three Months Ended November 30, 2008

          

Gross revenues

   $ 108,084     $ 77,499    $ —      $ 185,583  

Less: Inter-segment revenues

     7,955       691      —        8,646  
                              

Consolidated revenues

     100,129       76,808      —        176,937  

Gross profit

     12,761       13,608      —        26,369  

Operating income

     5,618       8,975      —        14,593  

Income before income tax expense

     5,680       9,069      —        14,749  

Net income

     4,434       5,694      —        10,128  

Segment assets

     135,887       96,865      31,771      264,523  

Capital expenditures

     932       814      1,739      3,485  

Depreciation and amortization expense

     1,359       1,121      —        2,480  

Three Months Ended November 30, 2007

          

Gross revenues

   $ 119,443     $ 79,420    $ —      $ 198,863  

Less: Inter-segment revenues

     3,170       959      —        4,129  
                              

Consolidated revenues

     116,273       78,461      —        194,734  

Gross profit (loss)

     (1,839 )     13,085      —        11,246  

Operating income (loss)

     (9,269 )     8,508      166      (595 )

Income (loss) before income tax expense

     (9,432 )     8,460      166      (806 )

Net income (loss)

     (5,240 )     5,350      100      210  

Segment assets

     163,597       93,030      21,634      278,261  

Capital expenditures

     2,400       1,870      1,169      5,439  

Depreciation and amortization expense

     1,178       861      —        2,039  

Six Months Ended November 30, 2008

          

Gross revenues

   $ 230,445     $ 149,666    $ —      $ 380,111  

Less: Inter-segment revenues

     15,558       966      —        16,524  
                              

Consolidated revenues

     214,887       148,700      —        363,587  

Gross profit

     27,806       25,234      —        53,040  

Operating income

     13,110       16,092      —        29,202  

Income before income tax expense

     13,383       16,706      —        30,089  

Net income

     8,813       10,819      —        19,632  

Segment assets

     135,887       96,865      31,771      264,523  

Capital expenditures

     1,973       1,744      2,873      6,590  

Depreciation and amortization expense

     2,771       2,090      —        4,861  

Six Months Ended November 30, 2007

          

Gross revenues

   $ 222,460     $ 143,405    $ —      $ 365,865  

Less: Inter-segment revenues

     7,408       2,396      —        9,804  
                              

Consolidated revenues

     215,052       141,009      —        356,061  

Gross profit

     6,834       23,316      —        30,150  

Operating income (loss)

     (5,345 )     15,527      81      10,263  

Income (loss) before income tax expense

     (5,719 )     15,392      81      9,754  

Net income (loss)

     (3,013 )     9,510      49      6,546  

Segment assets

     163,597       93,030      21,634      278,261  

Capital expenditures

     3,906       2,542      1,879      8,327  

Depreciation and amortization expense

     2,231       1,582      —        3,813  


Segment Revenue from External Customers by Industry Type

 

     Construction
Services
   Repair &
Maintenance
Services
   Total
          (In thousands)     

Three Months Ended November 30, 2008

        

Aboveground Storage Tanks

   $ 45,024    $ 51,309    $ 96,333

Downstream Petroleum

     42,126      21,204      63,330

Electrical and Instrumentation

     8,714      4,295      13,009

Specialty

     4,265      —        4,265
                    

Total

   $ 100,129    $ 76,808    $ 176,937
                    

Three Months Ended November 30, 2007

        

Aboveground Storage Tanks

   $ 58,326    $ 44,504    $ 102,830

Downstream Petroleum

     39,499      29,810      69,309

Electrical and Instrumentation

     5,239      4,147      9,386

Specialty

     13,209      —        13,209
                    

Total

   $ 116,273    $ 78,461    $ 194,734
                    

Six Months Ended November 30, 2008

        

Aboveground Storage Tanks

   $ 100,893    $ 99,206    $ 200,099

Downstream Petroleum

     86,514      42,449      128,963

Electrical and Instrumentation

     14,347      7,045      21,392

Specialty

     13,133      —        13,133
                    

Total

   $ 214,887    $ 148,700    $ 363,587
                    

Six Months Ended November 30, 2007

        

Aboveground Storage Tanks

   $ 97,801    $ 86,033    $ 183,834

Downstream Petroleum

     73,050      47,347      120,397

Electrical and Instrumentation

     7,410      7,629      15,039

Specialty

     36,791      —        36,791
                    

Total

   $ 215,052    $ 141,009    $ 356,061
                    


Backlog

We define backlog as the total dollar amount of revenues that we expect to recognize as a result of performing work that has been awarded to us through a signed contract that we consider firm. The following contract types are considered firm:

 

   

fixed-price arrangements;

 

   

minimum customer commitments on cost plus arrangements; and

 

   

certain time and material contracts in which the estimated contract value is firm or can be estimated with a reasonable amount of certainty in both timing and amounts.

For long-term maintenance contracts, we include only the amounts that we expect to recognize into revenue over the next 12 months. For all other arrangements, we calculate backlog as the estimated contract amount less the revenue recognized as of the reporting date.

The following provides a rollforward of our backlog for the three-months ended November 30, 2008:

 

     Construction
Services
    Repair and
Maintenance
Services
    Total  
           (In thousands)        

Backlog as of August 31, 2008

   $ 300,290     $ 158,471     $ 458,761  

New backlog awarded

     82,707       89,490       172,197  

Revenue recognized on contracts in backlog

     (100,129 )     (76,808 )     (176,937 )
                        

Backlog as of November 30, 2008

   $ 282,868     $ 171,153     $ 454,021  
                        

The following provides a rollforward of our backlog for the six-months ended November 30, 2008:

 

     Construction
Services
    Repair and
Maintenance
Services
    Total  
           (In thousands)        

Backlog as of May 31, 2008

   $ 325,341     $ 141,967     $ 467,308  

New backlog awarded

     172,414       177,886       350,300  

Revenue recognized on contracts in backlog

     (214,887 )     (148,700 )     (363,587 )
                        

Backlog as of November 30, 2008

   $ 282,868     $ 171,153     $ 454,021  
                        


Non-GAAP Financial Measure

EBITDA is a supplemental, non-GAAP financial measure. We define EBITDA as earnings before net interest expense, income taxes, depreciation and amortization. We have presented EBITDA because it is used by the financial community as a method of measuring our performance and of evaluating the market value of companies considered to be in similar businesses. We believe that the line item on our Consolidated Statements of Income entitled “Net Income” is the most directly comparable GAAP measure to EBITDA. Since EBITDA is not a measure of performance calculated in accordance with GAAP, it should not be considered in isolation of, or as a substitute for, net earnings as an indicator of operating performance. EBITDA, as we calculate it, may not be comparable to similarly titled measures employed by other companies. In addition, this measure is not necessarily a measure of our ability to fund our cash needs. As EBITDA excludes certain financial information compared with net income, the most directly comparable GAAP financial measure, users of this financial information should consider the type of events and transactions that are excluded. Our non-GAAP performance measure, EBITDA, has certain material limitations as follows:

 

   

It does not include interest income or expense. Because we borrow money from time to time to finance our operations, interest expense is a necessary and ongoing part of our costs and has assisted us in generating revenue. Therefore, any measure that excludes interest expense has material limitations.

 

   

It does not include income taxes. Because the payment of income taxes is a necessary and ongoing part of our operations, any measure that excludes income taxes has material limitations.

 

   

It does not include depreciation expense. Because we use capital assets to generate revenue, depreciation expense is a necessary element of our cost structure. Therefore, any measure that excludes depreciation expense has material limitations.

A reconciliation of EBITDA to net income follows:

 

     Three Months Ended     Six Months Ended
     November 30,
2008
   November 30,
2007
    November 30,
2008
   November 30,
2007
     (In thousands)     (In thousands)

Net income

   $ 10,128    $ 210     $ 19,632    $ 6,546

Interest expense, net

     19      258       24      546

Provision(benefit) for income taxes

     4,621      (1,016 )     10,457      3,208

Depreciation and amortization

     2,480      2,039       4,861      3,813
                            

EBITDA

   $ 17,248    $ 1,491     $ 34,974    $ 14,113
                            
Press Release dated January 8, 2009

Exhibit 99.2

LOGO

 

 

MATRIX SERVICE SELECTED TO INSTALL AIR QUALITY CONTROL SYSTEM AT PSEG’S HUDSON GENERATING STATION IN JERSEY CITY, NEW JERSEY

TULSA, OK – January 8, 2009 — Matrix Service Co. (Nasdaq: MTRX), a leading industrial services company, today announced that its wholly owned subsidiary, Matrix Service Industrial Contractors, Inc. (MSICI), has been awarded a construction contract from PSEG Fossil LLC for the construction of a Selective Catalytic Reactor (SCR) project at its Hudson Generating Station in Jersey City, New Jersey. PSEG Fossil LLC is an indirect subsidiary of Public Service Enterprise Group (NYSE: PEG). MSICI’s work on this project is expected to be approximately $38 million.

MSICI’s scope of work will entail construction of the steel plate structure of the SCR in support of the Backend Technology Project at the Hudson Generating Station Unit #2. Work on the project will begin this month and is expected to be completed by October 2010.

Joseph F. Montalbano, chief operating officer of Matrix Service, said, “We are pleased to be selected by PSEG as the prime contractor for this important SCR installation. Matrix Service has supported PSEG for many years and this project is an important reaffirmation of our long-standing relationship. This project also validates our strategy as we expand our capabilities in the very important power generation marketplace.”

About Matrix Service Company

Matrix Service Company provides general industrial construction and repair and maintenance services principally to the petroleum, petrochemical, power, bulk storage terminal, pipeline and industrial gas industries.

The Company is headquartered in Tulsa, Oklahoma, with regional operating facilities located in Oklahoma, Texas, California, Michigan, Pennsylvania, Illinois, Washington, and Delaware in the U.S. and Canada.

This release contains forward-looking statements that are made in reliance upon the safe harbor provisions of the Private Securities Litigation Reform Act of 1995. These statements are generally accompanied by words such as “anticipate,” “continues,” “expect,” “forecast,” “outlook,” “believe,” “estimate,” “should” and “will” and words of similar effect that convey future meaning, concerning the Company’s operations, economic performance and management’s best judgment as to what may occur in the future. Future events involve risks and uncertainties that may cause actual results to differ materially from those we currently anticipate. The actual results for the current and future periods and other corporate developments will depend upon a number of economic, competitive and other influences, including those identified in the “Risk Factors” and “Forward Looking Statements” sections and elsewhere in the Company’s reports and filings made from time to time with the Securities and Exchange Commission. Many of these risks and uncertainties are beyond the control of the Company, and any one of which, or a combination of which, could materially and adversely affect the results of the Company’s operations and its financial condition. We undertake no obligation to update information contained in this release.

For more information, please contact:

Matrix Service Company

Tom Long

Vice President Finance and CFO

T: 918-838-8822

E: telong@matrixservice.com

Investors and Financial Media:

Trúc Nguyen

Managing Director

Grayling Global

T: 646-284-9418

E: tnguyen@hfgcg.com

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